In Memory
by DigiExpert
Summary: Kyouko returns to the place where she and Sayaka last spoke to remember and honor the fallen Puella Magi. What she doesn't realize is that someone has followed, and that someone is uncertain, and perhaps a bit jealous.


**This is martanime's prize for winning second place in my Mami/Kyouko contest last month on deviantART. She requested that I write a fic where Mami is a bit jealous of the time Kyouko and Sayaka shared. I think I kind of deviated from the original intent, but I feel this really works well. It fits into the timeline I've created after Return. And yes, Return is hinted about in here. For my timeline, it's a very crucial turning point that starts everything else in motion. The recent drabble I wrote, Cooking Magic, is also referenced in this piece. Of course, you don't have to have read either of them, but they do add to the Sayaka was… interesting. I don't think I've ever really written her before. She's not a favorite character in the least, but I really worked hard to do her justice in this piece. For me, I feel this piece ties together some loose ends between all three characters, and sheds some light on where they each stand in regards to the post-series timeline. If I've gotten anything wrong about that timeline, I apologize. I used the Puella Magi wiki for reference, especially where Sayaka was concerned.**

**Please enjoy.**

Her footsteps echoed loudly against the concrete as she slowly made her way across the floor. The station was deserted, and had been for quite some time. Not too many chose to be on the streets at three in the morning, save for those of questionable character. She, on the other hand, didn't mind the emptiness that surrounded her. She'd long ago learned to ignore the shadows and tricks of the mind. They were nothing more than a child's scary dreams. And if nothing else, she knew how to fend for herself.

She bit down on the chocolate covered stick of pocky, munching thoughtfully. This wasn't a place she often frequented. In fact, she'd rather avoid it all together, and had for quite some time. It held unpleasant memories for her, ones she had tried to forget. Ultimately, that attempt had failed. No matter what she had tried, forgetting had only worked for so long. Running away hadn't made the nightmares disappear, and it hadn't changed anything that had happened. It had only prolonged her acceptance that what had happened could not be changed.

Up ahead was a lone bench. She stopped in front of it, wondering what to do. In her mind, it was laid out so clearly, but to speak it aloud would be silly. She shook her head and took a seat before she could change her mind. Reaching into her pocket, she pulled out the familiar red box and placed it on the empty space next to her. She reclined, placing her hands behind her head. She glanced up toward the ceiling, taking a deep breath.

"You know, I couldn't remember your favorite kind so I picked up mine instead." She reached into the box and pulled out another stick, placing it in her mouth. The chocolate began to melt, and she bit off a piece. "Remember that time we had the dance off?" The memory made her smile. It was one of the first times they'd went out together.

"_Come on, Sayaka. You can't beat me. I'm the queen of this game. I've got every song mastered on this machine." She had grinned proudly, crossing her arms across her chest. "You can't win."_

"_Hmph. You've never seen me play, so how would you know, Kyouko?" Sayaka retorted, pointing an accusing finger. "I could be the champion at this kind of game, and you'd never know."_

_Kyouko scoffed. "'Cause I'm damn smart, that's why." She glanced into the arcade, eying the machine in the far corner. A couple of elementary boys had just vacated it and she knew it wouldn't stay vacated for long. Sayaka just had to drag things out._

"_Smart ass you mean."_

"_What's that supposed to mean?"_

_Sayaka tapped a finger against her chin. "Oh I don't know…"_

_Grabbing her arm, Kyouko dragged Sayaka onto the machine. She thrust her hand into her pocket, fishing for a few coins. She froze when all she felt was air. Her favorite (and only) jacket had somehow gotten a hole in it. "Fuck!"_

"_Of course you don't have any money. You want me to pay for this contest too." Sayaka rolled her eyes, clearly not impressed with the "acting"._

"_I'm not faking it! This damn jacket somehow got a hole in it and my coins fell out," protested Kyouko. "That was my last bit of money too."_

_Sayaka blinked. "You mean to tell me you were going to throw away your last bit of money on a dance game?" She didn't think anyone would be so foolish, but there was a first for everything._

_Kyouko shrugged. "That was the plan. I figured I could con you out of some extra money if I won, so I'd profit from it."_

"_I'll tell you what. If you win, I'll fix the hole in your jacket and give you dinner too. Deal?"_

_It was a tempting offer. Of course, the hole was the most annoying part, but she didn't know how to fix it. She had never learned to sew. She nodded. "Deal."_

"_Let's shake on it then," replied Sayaka, offering a hand._

"I won that contest. You were so horrible at the game. I still can't believe you managed to trip and fall off the platform when the song ended." A grin spread across Kyouko's face as she remembered Sayaka sprawled, half on the platform, half off. She had laughed at the girl's misfortune, but Sayaka had still treated her to dinner and fixed the hole in her pocket. Idly she slipped her finger inside of the same pocket, fingering the stitching.

"I've never gotten a hole in this pocket since. I still don't know how to sew though."

Kyouko reached into the box and removed another stick. "And ya know, I still can't cook either. I have tried, but nothing ever works out right. Cooking has to involve magic. I don't care what anyone else thinks or says. It takes special powers to cook. You should see the scrambled eggs I tried to make. You wouldn't have even recognized the damned things and I tried _three_ times to make 'em."

She grew silent for a moment, remembering that she'd tried to once cook curry with Sayaka. It wasn't her fault that it'd nearly burned the whole kitchen down. She'd only followed the directions, and did what Sayaka had asked.

"_You idiot! My mom's gonna kill me for this!" shouted Sayaka, hands on the sides of her head. She frantically looked about the kitchen for a fire extinguisher. _

_Kyouko stood nearby, rooted to the spot. Her mouth hung open. She hadn't turned away but for a minute. So why the hell did she turn around to see the curry on fire. "I…I…"She tried to will her legs to move, but they wouldn't listen to her. Instead she watched Sayaka dig through cabinets, searching._

"_Oh man oh man oh man!" Sayaka threw open a cabinet door, tossing aside the contents. "Aha!" she shouted triumphantly, pulling an extinguisher from the very back. She held it up over her head. "I found it! I found it! I knew we had one!"_

"_Um… Sayaka…" Kyouko pointed to the bright orange flames._

"_Oh…right!" Fiddling with the extinguisher, she released the safety pin and began spraying. White foam was everywhere. For good measure, Sayaka sprayed it on the back of Kyouko's head._

"_Hey! I'm not part of the fire, idiot!"_

_Sayaka smirked. "I know that, but you started it."_

"_That makes no sense."_

"_Of course you wouldn't get it." Sayaka rolled her eyes._

"_So… what do we do for food now? I'm hungry."_

Kyouko sat in silence after that, letting her mind relive the past. Without thinking, she pulled another stick from the pouch. An ache inside her was growing. It was something she usually was able to keep in check, but now it forced its way to the surface as she remembered more and more of the past. There had been a reason she'd run from her past before.

"I'm no good… remembering all this stuff. It makes me think of more than I'd like. It makes me feel more than I'd like. You're making me ruin my tough girl image, you know that? I can't seem to stop though. All these thoughts…they keep coming back." She suddenly paused and began coughing, trying to dislodge the piece of pocky stuck in her throat.

It took a few moments, but the piece finally dislodged itself. Her face was red, and her throat was somewhat sore, but she made no more to leave and get a drink of water. It didn't feel right to just go. She wasn't ready to leave just yet.

"I wonder… no that's silly. There's no point in wondering." Kyouko sighed, and closed her eyes. As much as she had tried to avoid the memory, it would not avoid her.

"_You're pushing yourself too much, you know."_

"_I'm not," protested Sayaka. "I'm doing what I'm supposed to do. If we don't take care of the demons, they'll destroy everything."_

"_If you don't take care of yourself, you'll have a lot more than demons to worry about, Sayaka."_

_The pair sat in the now empty train station. The last train had finished its run over an hour ago, the last passengers quickly dispersing. Kyouko and Sayaka, on the other hand, had sat upon a bench. Sayaka had stumbled when getting off the train, and for a moment had forgotten what she was supposed to be doing._

"_Sheesh. Are you my mother? I can handle this."_

_Kyouko frowned. She knew the consequences of a magical girl exhausting themselves and their Soul Gem. "Let me see your Soul Gem."_

"_Stop it. You're overreacting, Kyouko. I told you, I can handle myself just fine." Sayaka crossed her arms. _

"_Take a break from the next battle. I'll get a remnant for you. You need to stop this." Kyouko continued to push, knowing that at some point, Sayaka wasn't going to listen to her, but she had to try anyway._

_Sayaka stood and spun around. "You know, if you were really my friend, you wouldn't be doing this. You know I'm doing what's best!" She turned and stormed away, leaving Kyouko to stare at her retreating figure. She didn't follow after her. _

"That was the last time I talked to you. That battle the next day… who would have guessed the demons would have been that strong? Or that you would have exhausted yourself to the point where you'd sacrifice everything? I… I…" She felt herself choking up, tears forming. Kyouko clenched her fists open and shut trying her hardest not to cry. But she couldn't stop the tears from falling.

"I should have stopped you. I should have followed you!" She hiccupped, and rubbed at her eyes, trying to clear away the tears, but every time she did, more fell. "I couldn't even break away from my own fight to help you. You faced the demon alone, and you did what you had to do." Her voice dropped lower. "You didn't have to be so foolish about doing it though."

The tears weren't so quick to fall now. She rubbed at her nose, trying to clear away the stuffiness. "You were my friend, but I never really got to tell you that…And I never will get to. Who's the fool now?"

"You're not a fool, Kyouko," called a voice softly from the darkness.

Kyouko's head shot up. "Who's there?" she cried.

"It's just me, Kyouko." Footsteps echoed off of the concrete.

A wave of emotions quickly crossed Kyouko's face as she watched Mami emerge from the shadows. Surprise. Disbelief. Anger. Had Mami been spying on her? And for how long? "Mami why the hell are you here? Did you follow me?"

Mami smiled sadly. "I suppose you could put it that way. You'd been disappearing for the past few nights without a word, and I wanted to make sure you were okay."

"Gee, I'm just fan-fucking-tastic, Mami. How long were you there?" Kyouko was seething with anger. How dare Mami follow her like that? She hadn't been in danger and she didn't need someone keeping tabs on her whereabouts. She was an adult. She…. She took a few deep breaths, calming down.

"I wasn't there long. Perhaps a few minutes. I never meant for you to see me. I was worried about you,' Mami replied, her voice wavering.

Kyouko saw the fear on Mami's face, and realized immediately that her anger was uncalled for. She had overreacted, and was more surprised at being caught off-guard than anything. "Come and sit," she called, sighing. She moved over on the bench, picking up the box of pocky and placing it on her lap.

"How long have you been coming here?" asked Mami, sitting beside Kyouko.

"For a few days. It's… close. The day I mean." Kyouko struggled to put her thoughts into words. "I just come here to talk and remember her. She was a good…friend." She couldn't bring herself to look at Mami. If she did, the tears might fall once more.

"Friends are good to have. They help you realize you aren't alone. You can rely on them, and they're there when you need them."

"I guess so," replied Kyouko, picking at a stray thread on her shorts. "She was just so stubborn the last time we talked. I knew something was going to happen, and it did. If I'd been—"

"Don't, Kyouko. You can't carry the blame for something you cannot change."

"I know. I just… I don't know." She sighed and pulled another stick of pocky from the box. Losing someone sucked, plain and simple. She munched on the stick, pondering the thought.

"She was your friend, wasn't she?" asked Mami after a few moments.

"Hmm? Yeah, I guess so. I was just getting to know her, ya know? It was fun to have someone to hang out with. She made good food too, but she couldn't dance worth a damn." Kyouko chuckled at the thought, taking a large bite of pocky.

"Would you still have disappeared if Sayaka hadn't died?"

Kyouko looked upward. "I don't know. Maybe not. When I did that, I needed time. I needed to get away from everything that reminded of what I had lost. I had to fight demons as a Puella Magi no matter what, but when I traveled around, I wasn't constantly reminded of places I had been." She laced and unlaced her fingers together, keeping her hands busy. "I was just running from my own thoughts in the end. I couldn't get away from them, no matter where I ended up."

Mami stayed quiet. Kyouko waited for her to respond, but she didn't say a word. Kyouko shifted uncomfortably on the bench, wondering what to say. Why was Mami so quiet? "Sayaka was a good friend. She kept track of me, even when I tried to disappear on her. And once we started hanging out, we had a few things in common. If I needed to clear my head, she came up with something to do."

"I see…" Mami's reply was terse. Her voice had wavered, but it took Kyouko a few moments to realize that something wasn't quite right.

As she turned, she noticed the tear trickling down Mami's cheek. "Mami, what's wrong?" she asked, confused. _Why is Mami crying?_

"I wonder if things would have turned out like they did if Sayaka hadn't died. I wonder if you would have come back or if you only would have come to me for food. You cared for Sayaka and she was a good friend of yours, whether you realize it or not. Am I just her replacement?"

"Replacement? Mami what are you talking about? I'm not replacing Sayaka with anyone." Now she was really confused. Why would she want to replace Sayaka? You couldn't just replace someone who had passed on with another living person. Life didn't work that way.

"It's possible. I do the things that Sayaka did for you. I keep track of you when you disappear. I cook for you. We don't even have as much in common as you two did." Mami was looking away, unable to bring herself to look Kyouko in the eye.

Kyouko sat on the bench, dumbfounded. Then it came to her. Mami was jealous. But why? She and Sayaka were two different people. She felt differently about each of them, regardless of if they each shared some similarities. _She's afraid to lose me. Maybe afraid that I don't like her like I did Sayaka. But that's crazy. I…never really told her that. _With that realization, she reached out for Mami's hand and took it in her own.

"Mami, look. Sayaka was a good friend. I was just starting to really get to know her before everything happened. She had my back and I had hers." _And I'm not helping myself by beating around the bush._ "Sure, you and her do some of the same things for me. But with you, it's different. You cook for me, but you also make sure that I feel safe and secure. You pulled me through after I came back. You cared for me, and kept an eye on me, even when I ran off and didn't tell you. Sayaka will always be one of my friends, but it's _you_ that I love. I guess I don't always tell you how I feel. I probably should have told you where I was going these past few nights. I guess I just thought you wouldn't care. I was wrong about that. I'm sorry."

Mami nodded her head. "I'm the fool, aren't I? When I realized why you were here and what you were doing, I became insecure. I wasn't sure what to think. It was something I never really thought about because I focused on the present, but the past bothered me, too."

"We all have demons we don't want to face. I have mine, and you have yours. Someone once told me that if you don't face your demons, they'll always be one step behind you." Kyouko squeezed Mami's hand, smiling when Mami returned the gesture. "You believe me, don't you? About everything?" She didn't want to Mami to think she had lied about anything. She needed Mami to believe that she'd said nothing but the truth.

"If I doubted you, then I wouldn't be able to trust you. And I trust you." Mami turned to look at her, and smiled. She wasn't crying any longer, and Kyouko took that as a good sign.

"I just… don't want her memory to be lost. Coming here lets me honor her, and relive some of the memories we spent together."

"I understand, Kyouko. If you like, I'll go on home now and leave you. I shouldn't trespass any longer." Mami began to rise from her seat, but Kyouko tugged her back to the bench.

"Wait for me outside? I have to do something first."

"All right." Mami rose from her spot. She bent over, and placed a kiss upon Kyouko's forehead. "I'll be waiting."

Kyouko watched her figure retreat once more into the darkness. She sat for a moment, collecting her thoughts. Then, wordlessly, she picked up the box of pocky and placed it inside her pocket. Standing, she turned to the bench, and bowed her head. She placed her hands together, and began whispering a prayer to the empty bench. She prayed for what had been lost, and what had been, and she prayed that whatever had awaited Sayaka beyond this world was pleasant, just as the stories she had heard as a child had said the afterlife would be. When she was finished, she turned around and headed for the exit, humming softly to herself.


End file.
